UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02. | Departure of Directors or Certain Officers’ Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On January 29, 2025, Greenbacker Renewable Energy Company LLC (the “Company”) announced that its board of directors (the “Board”) exercised its discretion to approve a separation agreement (the “Separation Agreement”) with Mr. Christopher Smith as Chief Financial Officer of the Company.
Pursuant to the Separation Agreement, subject to certain conditions and Mr. Smith’s execution, delivery and non-revocation of a release of claims, Mr. Smith will be eligible to receive certain payments less all applicable tax withholdings and deductions, including a lump sum cash severance payment of $366,666.00. Mr. Smith is required to comply with certain restrictive covenants regarding nondisclosure of Company information and non-disparagement. The description of the Separation Agreement in this Current Report on Form 8-K is a summary of, and is qualified in its entirety by, the terms of the Separation Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K.
In addition, on January 28, 2025, the Board of Directors of the Company (the “Board”) appointed the Company’s Head of Capital Markets, Mr. Carl Weatherley-White, age 64, as the Company’s interim Chief Financial Officer (“Interim CFO”), effective January 28, 2025. Mr. Weatherley-White joined Greenbacker in February 2024. Prior to joining Greenbacker, he served as the Head of Renewable Investments at Advantage Capital from 2019 to February 2024. Previously, he held the positions of CEO and CFO at VivoPower International, a global energy infrastructure firm, from 2016 to 2019. His prior experience also includes Managing Director & Group Head of Global Project Finance at Barclays Capital and Lehman Brothers and Director of Energy Structured Finance at Credit Suisse. He is a director and the Chair of the Audit Committee of Cypress Creek Partners a private strategies manager with over $500 million of assets under management focused on middle market private equity and GP investments in emerging managers.
Michael W. Cunningham will remain in his role as Principal Accounting Officer and acting Principal Financial Officer.
There is no arrangement or understanding between Mr. Weatherley-White and any other person pursuant to which he was appointed as an officer of the Company. Mr. Weatherley-White has no family relationship with any director or executive officer of the Company, or any person nominated or chosen by the Company to become a director or executive officer. In addition, he is not party to any transaction required to be disclosed under Item 404(a) of Regulation S-K.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description | |
| 10.1 | Separation Agreement by and among the Company and Mr. Smith, dated January 28, 2025 | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: January 29, 2025 | Greenbacker Renewable Energy Company LLC | |
| By: | /s/ Charles Wheeler | |
| Name: | Charles Wheeler | |
| Title: | Chief Executive Officer and Chairman of the Board | |